Letter of commitment on irrevocable waiver of voting rights
Since the issuance date of this commitment letter, Shanxi Shengnong Investment Co., Ltd. (hereinafter collectively referred to as the “commitment party”) holds 155414292 shares of Goody Science & Technology Co.Ltd(002694) (Stock Code: 002694, hereinafter referred to as the “listed company”), accounting for 26.02% of the total shares of the listed company. The commitment party undertakes as follows:
1. Within 36 months from the effective date of this letter of commitment and during the period when wanyang group is the largest shareholder of Goody Science & Technology Co.Ltd(002694) , The commitment Party waives the voting rights corresponding to 70447104 shares of the listed company (accounting for 9.80% of the total shares of the listed company after this issuance, hereinafter referred to as “waived shares”). The commitment Party retains the voting rights corresponding to 84967188 shares of the listed company (accounting for 11.82% of the total shares of the listed company after this issuance) (hereinafter referred to as “reserved shares”) ）。 The commitment party has no other arrangements for such waived shares.
2. The commitment party agrees that during the waiver period, it has no right to exercise the voting rights corresponding to the waived shares according to its own will, in accordance with the company law of the people’s Republic of China and other laws, regulations and normative documents and the then effective articles of association of the listed company, The contents involved in the voting right include but are not limited to: (1) requesting, convening, convening and attending the general meeting of shareholders of the subject company according to law; (2) submitting shareholder proposals or proposals including nominating, recommending, electing or removing directors, supervisors and senior managers and other proposals; (3) Exercise the right to vote on all matters that need to be discussed and resolved at the general meeting of shareholders in accordance with relevant laws, regulations, rules and other legally binding normative documents or the articles of association of the listed company; (4) exercise the right to vote, sign relevant documents and vote on behalf of each deliberation and voting matter at the general meeting of shareholders.
3. During the waiver period, if the total number of waived shares changes naturally or legally due to the allotment of shares, share distribution, conversion of provident fund, share splitting and other circumstances of the listed company, the number of waived shares under this commitment letter shall be adjusted accordingly. At this time, this commitment letter shall automatically apply to the adjusted shares, and the voting rights of such waived shares have been automatically waived.
4. This letter of commitment shall take effect from the date when Wanyang Group Co., Ltd. completes the subscription of this private placement and becomes the largest shareholder of the listed company.
(this page is the signature page of the letter of commitment on irrevocable waiver of voting rights of Shanxi Shengnong Investment Co., Ltd.)
Commitment Party: Shanxi Shengnong Investment Co., Ltd. (seal) authorized representative (signature):
